Common use of Acquisition of Interests for Investment Clause in Contracts

Acquisition of Interests for Investment. Purchaser has such knowledge and experience in financial and business matters that it is capable of evaluating the merits and risks of its participation in the Merger and the transactions contemplated by this Agreement. Purchaser confirms that the Company has made available to Purchaser and Purchaser’s Representatives the opportunity to ask questions of the officers and management employees of the Company and its Subsidiaries as well as access to the documents, information and records of the Company and its Subsidiaries that Purchaser has requested and to acquire additional information about the business and financial condition of the Company and its Subsidiaries, and Purchaser confirms that it has made an independent investigation, analysis and evaluation of the Company and its Subsidiaries and their respective properties, assets, businesses, financial conditions, documents, information and records. Purchaser is acquiring the stock of the Surviving Corporation for investment and not with a view toward or for sale or in connection with any distribution thereof, or with any present intention of distributing or selling common stock of the Surviving Corporation. Purchaser understands and agrees that the Surviving Corporation Common Shares may not be sold, transferred, offered for sale, pledged, hypothecated or otherwise disposed of without registration under the Securities Act, except pursuant to an exemption from such registration available under such Act, and without compliance with state, local and foreign securities Laws, in each case, to the extent applicable.

Acquisition of Interests for Investment. Purchaser Buyer and each Merger Sub has such knowledge and experience in financial and business matters that it is capable of evaluating the merits and risks of its participation in the Mergers. Buyer and each Merger and the transactions contemplated by this Agreement. Purchaser Sub confirms that the Company has Companies have made available to Purchaser Buyer and PurchaserMerger Subs and Buyer’s Representatives and Merger Subs’ agents and representatives the opportunity to ask questions of the officers and management employees of the Company and its Subsidiaries Companies as well as access to the documents, information and records of the Company and its Subsidiaries that Purchaser has requested Companies and to acquire additional information about the business and financial condition of the Company and its SubsidiariesCompanies, and Purchaser Buyer and each Merger Sub confirms that it has made an independent investigation, analysis and evaluation of the Company and its Subsidiaries Companies and their respective properties, assets, businessesbusiness, financial conditionscondition, documents, information and records. Purchaser Buyer is acquiring the capital stock and equity interests of the Surviving Corporation and the Surviving LLC for investment and not with a view toward or for sale or in connection with any distribution thereof, or with any present intention of distributing or selling common stock of the Surviving CorporationCorporation or equity interests of the Surviving LLC. Purchaser Buyer understands and agrees that stock of the Surviving Corporation Common Shares and equity interests of the Surviving LLC may not be sold, transferred, offered for sale, pledged, hypothecated or otherwise disposed of without registration under the Securities ActAct of 1933, as amended, except pursuant to an exemption from such registration available under such Act, and without compliance with state, local and foreign securities Laws, in each case, to the extent applicable.

Acquisition of Interests for Investment. Purchaser Each of Buyer and Merger Sub has such knowledge and experience in financial and business matters that it is capable of evaluating the merits and risks of its participation in the Merger. Each of Buyer and Merger and the transactions contemplated by this Agreement. Purchaser Sub confirms that the Company has made available to Purchaser Buyer and PurchaserMerger Sub and Buyer’s Representatives and Merger Sub’s agents and representatives the opportunity to ask questions of the officers and management employees of the Company and its Subsidiaries as well as access to the documents, information and records of the Company and its Subsidiaries that Purchaser has requested and to acquire additional information about the business and financial condition of the Company and its Subsidiaries, and Purchaser each of Buyer and Merger Sub confirms that it has made an independent investigation, analysis and evaluation of the Company and its Subsidiaries and their respective properties, assets, businessesbusiness, financial conditionscondition, documents, information and records. Purchaser Buyer is acquiring the stock of the Surviving Corporation for investment and not with a view toward or for sale or in connection with any distribution thereof, or with any present intention of distributing or selling common stock of the Surviving Corporation. Purchaser Buyer understands and agrees that stock of the Surviving Corporation Common Shares may not be sold, transferred, offered for sale, pledged, hypothecated or otherwise disposed of without registration under the Securities Act, except pursuant to an exemption from such registration available under such Act, and without compliance with state, local and foreign securities Laws, in each case, to the extent applicable.

Acquisition of Interests for Investment. Purchaser Each of Buyer and Merger Sub has such knowledge and experience in financial and business matters that it is capable of evaluating the merits and risks of its participation in the Merger. Each of Buyer and Merger and the transactions contemplated by this Agreement. Purchaser Sub confirms that the Company has made available to Purchaser Buyer and PurchaserMerger Sub and Buyer’s Representatives and Merger Sub’s agents and representatives the opportunity to ask questions of the officers and management employees of the Company and its Subsidiaries as well as access to the documents, information and records of the Company and its Subsidiaries that Purchaser has requested and to acquire additional information about the business and financial condition of the Company and its Subsidiaries, and Purchaser each of Buyer and Merger Sub confirms that it has made an independent investigation, analysis and evaluation of the Company and its Subsidiaries and their respective properties, assets, businessesbusiness, financial conditionscondition, documents, information and records. Purchaser Buyer is acquiring the stock membership interests of the Surviving Corporation Company for investment and not with a view toward or for sale or in connection with any distribution thereof, or with any present intention of distributing or selling common stock membership interests of the Surviving CorporationCompany. Purchaser Buyer understands and agrees that membership interests of the Surviving Corporation Common Shares Company may not be sold, transferred, offered for sale, pledgedpledge, hypothecated or otherwise disposed of without registration under the Securities Act, except pursuant to an exemption from such registration available under such Act, and without compliance with state, local and foreign securities Laws, in each case, to the extent applicable.

Acquisition of Interests for Investment. Purchaser has such knowledge and experience in financial and business matters that it is capable of evaluating the merits and risks of its participation in the Merger and the transactions contemplated by this Agreementhereby. Purchaser confirms that the Company has made available to Purchaser and Purchaser’s Representatives agents and representatives the opportunity to ask questions of the officers and management employees of the Company and its the Subsidiaries as well as access to the documents, information and records of the Company and its the Subsidiaries that Purchaser has requested and to acquire additional information about the business and financial condition of the Company and its the Subsidiaries, and Purchaser confirms that it has made an independent investigation, analysis and evaluation of the Company and its the Subsidiaries and their respective properties, assets, businesses, financial conditions, documents, information and records. Purchaser is acquiring the stock of the Surviving Corporation for investment and not with a view toward or for sale or in connection with any distribution thereof, or with any present intention of distributing or selling common stock of the Surviving Corporation. Purchaser understands and agrees that the Surviving Corporation Common Shares may not be sold, transferred, offered for sale, pledged, hypothecated or otherwise disposed of without registration under the Securities Act, except pursuant to an exemption from such registration available under such the Securities Act, and without compliance with state, local and foreign securities Laws, in each case, to the extent applicable.

Acquisition of Interests for Investment. Purchaser Each of Buyer and Merger Sub has such knowledge and experience in financial and business matters that it is capable of evaluating the merits and risks of its participation in the Merger. Each of Buyer and Merger and the transactions contemplated by this Agreement. Purchaser Sub confirms that the Company has made available to Purchaser Buyer and PurchaserMerger Sub and Buyer’s Representatives and Merger Sub’s agents and representatives the opportunity to ask questions of the officers and management employees of the Company and its Subsidiaries as well as access to the documents, information and records of the Company and its Subsidiaries that Purchaser has requested and to acquire additional information about the business and financial condition of the Company and its Subsidiaries, and Purchaser each of Buyer and Merger Sub confirms that it has made an independent investigation, analysis and evaluation of the Company and its Subsidiaries and their respective properties, assets, businessesbusiness, financial conditionscondition, documents, information and records. Purchaser Buyer is acquiring the stock of the Surviving Corporation for investment and not with a view toward or for sale or in connection with any distribution thereof, or with any present intention of distributing or selling common stock of the Surviving Corporation. Purchaser Buyer understands and agrees that stock of the Surviving Corporation Common Shares may not be sold, transferred, offered for sale, pledged, hypothecated or otherwise disposed of without registration under the Securities ActAct of 1933, as amended, except pursuant to an exemption from such registration available under such Act, and without compliance with state, local and foreign securities Laws, in each case, to the extent applicable.